UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 6-K

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

 

For the month of November 2022

 

Commission File Number: 001-35942

 

LightInTheBox Holding Co., Ltd.

 

51 Tai Seng Avenue

#05-02B/C, Pixel Red

Singapore (533941)

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

x Form 20-F                 ¨ Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

 

¨ Yes                 x No

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a

 

 

 

 

 

 

TABLE OF CONTENTS

 

Exhibit 99.1 – LightInTheBox Reports Third Quarter 2022 Financial Results

 

Exhibit 99.2 – LightInTheBox Receives Notification of Falling Below Continued Listing Standard Notice from the NYSE

 

2

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  LIGHTINTHEBOX HOLDING CO., LTD.
   
  By: /s/ Jian He
  Name: Jian He
  Title: Chief Executive Officer

 

Date: November 25, 2022

 

3

 

 

Exhibit 99.1

 

LightInTheBox Reports Third Quarter 2022 Financial Results

 

Singapore, November 25, 2022 - LightInTheBox Holding Co., Ltd. (NYSE: LITB) (“LightInTheBox” or the “Company”), a cross-border e-commerce platform that delivers products directly to consumers around the world, today announced its unaudited financial results for the third quarter ended September 30, 2022.

 

Third Quarter and First Nine Months 2022 Financial Highlights

 

    Three Months Ended   Year-over-   Nine Months Ended   Year-over- 
    September 30,   September 30,   Year %   September 30,   September 30,   Year % 
In millions, except percentages   2021   2022   Change   2021   2022   Change 
Total revenues   $98.7   $121.0    22.6%  $333.0   $347.2    4.3%
- Apparel sales   $61.9   $99.6    60.8%  $196.3   $275.6    40.4%
Apparel sales/total revenues    62.7%   82.3%        59.0%   79.4%     
Gross margin    44.5%   57.9%        46.0%   54.9%     
Net (loss) / income   $(6.1)  $(0.4)       $4.7   $(8.3)     
Adjusted EBITDA   $(5.1)  $0.4        $11.7   $(5.7)     

 

    As of September 30,   As of September 30, 
In millions   2021   2022 
Cash, cash equivalents and restricted cash   $50.2   $57.0 

 

Mr. Jian He, Chief Executive Officer of LightInTheBox, commented, “We delivered solid financial performance in the third quarter of 2022 despite macro headwinds including rampant inflation, foreign exchange volatility, high energy prices and consumption contraction in many of our markets. Revenue growth accelerated with a 23% year-over-year increase, adjusted EBITDA was $0.4 million, and net loss narrowed further to $0.4 million. This is again a testament to our proven strategy, strong execution capabilities and differentiated competitiveness, making us stand out in a tough market. This improved performance is primarily the result of our ongoing product shift to mainly apparels. Going forward, we will embark on a campaign to re-position our brand among our valued customers in line with this our product strategy. We will continue to consolidate our strengths in supply chain management, optimize operational efficiency and customer experience to navigate through uncertainties and deliver long-term growth.”

 

Third Quarter 2022 Financial Results

 

Total revenues increased by 22.6% year-over-year to $121.0 million from $98.7 million in the same quarter of 2021. Sales from apparel increased by 60.8% to $99.6 million in the third quarter of 2022, compared with $61.9 million in the same quarter of 2021. Revenues from apparel represented 82.3% of total revenues in the third quarter of 2022, and 62.7% in the same quarter of 2021.

 

Total cost of revenues was $51.0 million in the third quarter of 2022, compared with $54.8 million in the same quarter of 2021.

 

Gross profit in the third quarter of 2022 was $70.0 million, compared with $43.9 million in the same quarter of 2021. Gross margin was 57.9% in the third quarter of 2022, compared with 44.5% in the same quarter of 2021. The increase in gross margin was a result of the Company’s continuous efforts to optimize its product mix to apparel sales.

 

Total operating expenses in the third quarter of 2022 were $70.5 million, compared with $50.5 million in the same quarter of 2021.

 

·Fulfillment expenses in the third quarter of 2022 were $7.1 million, compared with $7.2 million in the same quarter of 2021. As a percentage of total revenues, fulfillment expenses were 5.9% in the third quarter of 2022, compared with 7.3% in the same quarter of 2021 and 5.9% in the second quarter of 2022.

 

 

 

 

·Selling and marketing expenses in the third quarter of 2022 were $53.1 million, compared with $34.0 million in the same quarter of 2021. As a percentage of total revenues, selling and marketing expenses were 43.9% for the third quarter of 2022, compared with 34.4% in the same quarter of 2021 and 44.0% in the second quarter of 2022.

 

·G&A expenses in the third quarter of 2022 were $10.3 million, compared with $9.3 million in the same quarter of 2021. As a percentage of total revenues, G&A expenses were 8.5% for the third quarter of 2022, compared with 9.4% in the same quarter of 2021 and 7.3% in the second quarter of 2022. Included in G&A expenses, R&D expenses in the third quarter of 2022 were $4.8 million, compared with $5.5 million in the same quarter of 2021 and $4.7 million in the second quarter of 2022.

 

Loss from operations was $0.5 million in the third quarter of 2022, compared with $6.6 million in the same quarter of 2021.

 

Net loss was $0.4 million in the third quarter of 2022, compared with $6.1 million in the same quarter of 2021.

 

Net loss per American Depository Share (“ADS”) was nil in the third quarter of 2022, compared with net loss per ADS of $0.05 in the same quarter of 2021. Each ADS represents two ordinary shares. The diluted net loss per ADS in the third quarter of 2022 was nil, compared with the diluted net loss per ADS of $0.05 in the same quarter of 2021.

 

In the third quarter of 2022, the Company’s basic weighted average number of ADSs used in computing the net loss per ADS was 113,120,919.

 

Adjusted EBITDA, which represents income/(loss) from operations before share-based compensation expense, interest income, interest expense, income tax expense and depreciation and amortization expenses, was $0.4 million in the third quarter of 2022, compared with a loss of $5.1 million in the same quarter of 2021.

 

As of September 30, 2022, the Company had cash and cash equivalents and restricted cash of $57.0 million, compared with $50.2 million as of September 30, 2021.

 

First Nine Months of 2022 Financial Results

 

Total revenues increased 4.3% year-over-year to $347.2 million from $333.0 million in the same period of 2021. Revenues from apparel increased by 40.4% to $275.6 million in the first nine months of 2022, compared with $196.3 million in the same period of 2021, representing 79.4% of total revenues in the first nine months of 2022, and 59.0% in the same period of 2021.

 

Total cost of revenues was $156.5 million in the first nine months of 2022, compared with $179.6 million in the same period of 2021.

 

Gross profit in the first nine months of 2022 was $190.7 million, compared with $153.3 million in the same period of 2021. Gross margin was 54.9% in the first nine months of 2022, compared with 46.0% in the same period of 2021. The increase in gross margin was a result of the Company’s continuous efforts to switch our product mix to apparels with higher margins.

 

Total operating expenses in the first nine months of 2022 were $200.0 million, compared with $161.9 million in the same period of 2021.

 

·Fulfillment expenses in the first nine months of 2022 were $21.8 million, compared with $22.1 million in the same period of 2021. As a percentage of total revenues, fulfillment expenses were 6.3% in the first nine months of 2022, compared with 6.6% in the same period of 2021.

 

·Selling and marketing expenses in the first nine months of 2022 were $150.4 million, compared with $113.1 million in the same period of 2021. As a percentage of total revenues, selling and marketing expenses were 43.3% for the first nine months of 2022, compared with 34.0% in the same period of 2021.

 

·G&A expenses in the first nine months of 2022 were $28.0 million, compared with $27.2 million in the same period of 2021. As a percentage of total revenues, G&A expenses were 8.1% for the first nine months of 2022, compared with 8.2% in the same period of 2021. Included in G&A expenses, R&D expenses in the first nine months of 2022 were $14.1 million, compared with $15.5 million in the same period of 2021.

 

Loss from operations was $9.3 million in the first nine months of 2022, compared with $8.6 million in the same period of 2021.

 

Other income, net was $1.0 million in the first nine months of 2022, compared with $17.6 million in the same period of 2021. Included in other income, net, change in fair value on our equity investment was $0.8 million in the first nine months of 2022, compared with $17.1 million in the same period of 2021. The gain in fair value change on our equity investment, after respective income tax of $nil, was $0.8 million in the first nine months of 2022, compared with $12.8 million after respective income tax of $4.3 million in the same period of 2021.

 

 

 

 

Net loss was $8.3 million in the first nine months of 2022, compared with net income of $4.7 million in the same period of 2021.

 

Net loss per American Depository Share (“ADS”) was $0.07 in the first nine months of 2022, compared with net income per ADS of $0.04 in the same period of 2021. Each ADS represents two ordinary shares. The diluted net loss per ADS for the first nine months of 2022 was $0.07, compared with the diluted net income per ADS of $0.04 in the same period of 2021.

 

In the first nine months of 2022, the Company’s basic weighted average number of ADSs used in computing the net loss per ADS was 113,077,340.

 

Adjusted EBITDA, which represents (loss) / income from operations before share-based compensation expense, interest income, interest expense, income tax expense and depreciation and amortization expenses, was negative $5.7 million in the first nine months of 2022, compared with income of $11.7 million in the same period of 2021.

 

 

 

 

Non-GAAP Financial Measures

 

To supplement our consolidated financial statements, which are prepared and presented in accordance with U.S. GAAP, we use the following non-GAAP financial measures to help evaluate our operating performance:

 

“Adjusted EBITDA” represents income from operations before share-based compensation expense, interest income, interest expense, income tax expense and depreciation and amortization expenses. Although other companies may calculate adjusted EBITDA differently or not present it at all, we believe that the adjusted EBITDA helps to identify underlying trends in our operating results, and facilitate investors’ understanding of the past performance and future prospect.

 

Conference Call

 

The Company will hold a conference call to discuss the results at 8:00 a.m. Eastern Time on November 25, 2022 (9:00 p.m. Beijing Time on the same day).

 

Preregistration Information

 

Participants can register for the conference call by navigating to https://s1.c-conf.com/diamondpass/10026943-hf85yq.html. Once preregistration has been completed, participants will receive dial-in numbers, an event passcode, and a unique registrant ID.

 

To join the conference, simply dial the number in the calendar invite you receive after preregistering, enter the event passcode followed by your unique registrant ID, and you will be joined to the conference instantly.

 

A telephone replay will be available two hours after the conclusion of the conference call through December 2, 2022. The dial-in details are:

 

  US/Canada: +1-855-883-1031
  Hong Kong: 800-930-639
  Replay PIN: 10026943

 

Additionally, a live and archived webcast of the conference call will be available on the Company’s Investor Relations website at http://ir.lightinthebox.com.

 

 

 

 

About LightInTheBox Holding Co., Ltd.

 

LightInTheBox is a cross-border e-commerce platform that delivers products directly to consumers around the world. The Company offers customers a convenient way to shop for a wide selection of products at attractive prices through its www.lightinthebox.com/, www.miniinthebox.com, www.ezbuy.sg and other websites and mobile applications, which are available in 25 major languages and cover more than 140 countries.

 

For more information, please visit www.lightinthebox.com.

 

Investor Relations Contact

 

Christensen

Ms. Xiaoyan Su

Tel: +86 (10) 5900 1548

Email: ir@lightinthebox.com

 

OR

Christensen

Ms. Linda Bergkamp

Tel: +1-480-614-3004

Email: linda.bergkamp@christensencomms.com

 

Forward-Looking Statements

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “potential,” “continue,” “ongoing,” “targets” and similar statements. Among other things, statements that are not historical facts, including statements about LightInTheBox’s beliefs and expectations, the business outlook and quotations from management in this announcement, as well as LightInTheBox’s strategic and operational plans, are or contain forward-looking statements.

 

LightInTheBox may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in press releases and other written materials and in oral statements made by its officers, directors or employees to fourth parties. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward- looking statement, including but not limited to the following: LightInTheBox’s goals and strategies; LightInTheBox’s future business development, results of operations and financial condition; the expected growth of the global online retail market; LightInTheBox’s ability to attract customers and further enhance customer experience and product offerings; LightInTheBox’s ability to strengthen its supply chain efficiency and optimize its logistics network; LightInTheBox’s expectations regarding demand for and market acceptance of its products; competition; fluctuations in general economic and business conditions and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in LightInTheBox’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and LightInTheBox does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

 

 

 

LightInTheBox Holding Co., Ltd.
Unaudited Condensed Consolidated Balance Sheets
(U.S. dollars in thousands, or otherwise noted)

 

   As of December 31,   As of September 30 , 
   2021   2022 
ASSETS          
Current Assets          
Cash and cash equivalents   55,942    52,469 
Restricted cash   3,660    4,566 
Accounts receivable, net of allowance for credit losses   1,625    735 
Amounts due from related parties   2,730    - 
Inventories   11,997    11,248 
Prepaid expenses and other current assets   7,947    9,877 
Total current assets   83,901    78,895 
Property and equipment, net   3,312    2,993 
Intangible assets, net   8,232    6,008 
Goodwill   30,440    27,342 
Operating lease right-of-use assets   11,584    11,435 
Long-term rental deposits   1,218    1,173 
Long-term investments   56,383    57,232 
Other non-current assets   296    79 
TOTAL ASSETS   195,366    185,157 
           
LIABILITIES AND EQUITY          
Current Liabilities          
Accounts payable   23,535    17,588 
Advance from customers   24,789    26,581 
Operating lease liabilities   3,784    4,857 
Accrued expenses and other current liabilities   57,819    63,614 
Total current liabilities   109,927    112,640 
           
Operating lease liabilities   7,864    7,388 
Long-term payable   78    42 
Deferred tax liabilities   517    519 
Unrecognized tax benefits   13,101    11,740 
TOTAL LIABILITIES   131,487    132,329 
           
EQUITY          
Ordinary shares   17    17 
Additional paid-in capital   282,382    282,457 
Treasury shares   (29,309)   (29,309)
Accumulated other comprehensive income   2,737    (73)
Accumulated deficit   (192,072)   (200,264)
Non-controlling interests   124    - 
TOTAL EQUITY   63,879    52,828 
TOTAL LIABILITIES AND EQUITY   195,366    185,157 

 

 

 

 

LightInTheBox Holding Co., Ltd.
Unaudited Condensed Consolidated Statements of Operations
(U.S. dollars in thousands, except per share data, or otherwise noted)

 

   Three Months Ended   Nine Months Ended 
   September 30,   September 30,   September 30,   September 30, 
   2021   2022   2021   2022 
Revenues                
Product sales   95,961    117,980    324,720    339,151 
Services and others   2,744    3,047    8,233    7,999 
Total revenues   98,705    121,027    332,953    347,150 
Cost of revenues                    
Product sales   (54,018)   (49,570)   (177,051)   (152,854)
Services and others   (784)   (1,437)   (2,592)   (3,604)
Total Cost of revenues   (54,802)   (51,007)   (179,643)   (156,458)
Gross profit   43,903    70,020    153,310    190,692 
Operating expenses                    
Fulfillment   (7,196)   (7,116)   (22,061)   (21,754)
Selling and marketing   (33,991)   (53,100)   (113,113)   (150,357)
General and administrative   (9,310)   (10,315)   (27,220)   (28,042)
Other operating income   37    39    445    131 
Total operating expenses   (50,460)   (70,492)   (161,949)   (200,022)
Loss from operations   (6,557)   (472)   (8,639)   (9,330)
Interest income   27    20    47    37 
Interest expense   (3)   (1)   (11)   (4)
Other income, net   368    45    17,577    990 
Total other income   392    64    17,613    1,023 
(Loss) / Income before income taxes   (6,165)   (408)   8,974    (8,307)
Income tax benefit / (expense)   29    -    (4,260)   (9)
Net (loss) / income   (6,136)   (408)   4,714    (8,316)
Less: Net (loss) / income attributable to non-controlling interests   (121)   -    40    - 
Net (loss) / income attributable to LightInTheBox Holding Co., Ltd.   (6,015)   (408)   4,674    (8,316)
                     
Weighted average numbers of shares used in calculating (loss) / income per ordinary share                    
—Basic   224,320,504    226,241,837    224,220,060    226,154,680 
—Diluted   224,320,504    226,241,837    226,615,330    226,154,680 
                     
Net (loss) / income per ordinary share                    
—Basic   (0.03)   (0.00)   0.02    (0.04)
—Diluted   (0.03)   (0.00)   0.02    (0.04)
                     
Net (loss) / income per ADS (2 ordinary shares equal to 1 ADS)                    
—Basic   (0.05)   (0.00)   0.04    (0.07)
—Diluted   (0.05)   (0.00)   0.04    (0.07)

 

 

 

 

LightInTheBox Holding Co., Ltd.
Unaudited Reconciliations of GAAP and Non-GAAP Results
(U.S. dollars in thousands, or otherwise noted)

 

   Three Months Ended   Nine Months Ended 
   September 30,   September 30,   September 30,   September 30, 
   2021   2022   2021   2022 
Net (loss) / income   (6,136)   (408)   4,714    (8,316)
                     
Less: Interest income   27    20    47    37 
        Interest expense   (3)   (1)   (11)   (4)
        Income tax expense   29    0    (4,260)   (9)
        Depreciation and amortization   (990)   (854)   (2,482)   (2,568)
EBITDA   (5,199)   427    11,420    (5,772)
                     
Less: Share-based compensation   (57)   (9)   (255)   (75)
Adjusted EBITDA*   (5,142)   436    11,675    (5,697)

 

* Adjusted EBITDA represents income / (loss) from operations before share-based compensation expense, interest income, interest expense, income tax expense and depreciation and amortization expenses.

 

 

 

 

Exhibit 99.2

 

LightInTheBox Receives Notification of Falling Below Continued Listing Standard Notice from the NYSE

 

On October 28, 2022, the Company received a letter from the New York Stock Exchange (“NYSE”), indicating that the Company is “below criteria” due to the average closing price of the Company’s ADSs being less than $1.00 over a consecutive 30-trading-day period pursuant to Section 802.01C of the NYSE Listed Company Manual.

 

The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period the Company has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month. In the event that at the expiration of the six-month cure period, both a $1.00 closing share price on the last trading day of the cure period and a $1.00 average closing share price over the 30 trading-day period ending on the last trading day of the cure period are not attained, the NYSE will commence suspension and delisting procedures.

 

The Company notified the NYSE on November 8, 2022 of its intent to cure the deficiency. The Company’s ADSs will continue to be listed and traded on the NYSE, subject to compliance with other NYSE continued listing standards and other rights of the NYSE to delist the ADSs. The Company is currently in compliance with all other NYSE continued listing standards. The NYSE notification does not affect the Company’s business operations or its Securities and Exchange Commission reporting requirements.

 

About LightInTheBox Holding Co., Ltd.

 

LightInTheBox is a global online retail company that delivers products directly to consumers around the world. The Company offers customers a convenient way to shop for a wide selection of products at attractive prices through its www.lightinthebox.com, www.miniinthebox.com and other websites and mobile applications, which are available in 23 major languages and cover more than 90% of global Internet users.

 

Forward-Looking Statements

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “potential,” “continue,” “ongoing,” “targets” and similar statements. Among other things, statements that are not historical facts, including statements about LightInTheBox’s beliefs and expectations, the business outlook and quotations from management in this announcement, as well as LightInTheBox’s strategic and operational plans, are or contain forward-looking statements.

 

LightInTheBox may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in press releases and other written materials and in oral statements made by its officers, directors or employees to fourth parties. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward- looking statement, including but not limited to the following: LightInTheBox’s goals and strategies; LightInTheBox’s future business development, results of operations and financial condition; the expected growth of the global online retail market; LightInTheBox’s ability to attract customers and further enhance customer experience and product offerings; LightInTheBox’s ability to strengthen its supply chain efficiency and optimize its logistics network; LightInTheBox’s expectations regarding demand for and market acceptance of its products; competition; fluctuations in general economic and business conditions and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in LightInTheBox’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and LightInTheBox does not undertake any obligation to update any forward-looking statement, except as required under applicable law.